The Bank of Hawaii Corporation’s 2024 Stock and Incentive Plan includes a Restricted Stock Unit (RSU) Grant Agreement for eligible executives. Under this agreement, RSUs are awarded with a vesting schedule that requires continuous employment for full vesting. The units are subject to forfeiture if employment is terminated, except in cases of death, disability, or a qualifying termination following a change in control.

The agreement specifies that RSUs will be settled in company shares after vesting, with an option for deferral under the Bank of Hawaii Corporation Executive Base Salary Deferral Plan. During the restriction period, RSUs cannot be transferred or pledged. Dividend equivalents will be credited and paid in cash until the RSUs are settled.

The agreement ensures compliance with tax regulations, including Section 409A of the Internal Revenue Code. Any changes to the agreement due to legal requirements may be made by the company without participant consent, but material adverse changes require approval. The agreement also includes provisions for data privacy and administrative processing.

By accepting the grant, the participant agrees to all terms outlined in the agreement and the broader incentive plan. The document was executed by Patrick M. McGuirk, Vice Chair of the Bank of Hawaii Corporation.